Close or end a business
If you are closing your New York State business or if your out-of-state company will no longer conduct business in New York State, follow this checklist to comply with New York State tax law.
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File all final business tax returns appropriate for your type of business and pay all outstanding taxes and fees. The Tax Department will issue its consent to the voluntary dissolution of your New York corporation or the surrender of your authority of your out-of-state corporation registered with the New York State Department of State. Refer to the following procedures:
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If you need an updated balance of your outstanding liabilities, log in to or create your Business Online Services account. If you have questions, call the Corporation Tax Information Center. |
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File a final Form NYS-45, Quarterly Combined Withholding, Wage Reporting and Unemployment Insurance Return, if you had employees and have ceased paying wages. Note: Be sure to provide us with the date you ceased paying wages (line 23), as well as information on whether or not you sold all or part of your business. Contact the New York State Department of Labor regarding a change in your unemployment insurance. |
Your final Form NYS-45 return is due within 30 days of the date you ceased paying wages. If you have questions, call the Withholding Tax Information Center. |
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File a final sales tax return if you're registered for sales tax, and destroy your Certificate of Authority. |
See Tax Bulletin Filing a Final Sales Tax Return (TB-ST-265) and Tax Bulletin Amending or Surrendering a Certificate of Authority (TB-ST-25). If you have questions, call the Sales Tax Information Center. |
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If you plan to sell or transfer the assets of your business, give each prospective buyer a copy of Form TP-153, Notice to Prospective Purchasers of a Business or Business Assets. | This document advises buyers of the requirement to notify us of the purchase. |
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If you have a Certificate of Registration or any other license or certificate, surrender these documents. | |
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If your business owns or leases real property, you should determine if you owe real estate transfer tax. See Real estate transfer tax. | This tax is due upon the direct transfer of the property or a transfer or acquisition of a controlling interest in a business. |
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Finally, go visit the IRS Closing a business page. | |